ENDS

Policy 1.1 - Governance Commitment

The purpose of governance is that the board, on behalf of the residents of the Waukesha County Technical College District, guarantees the accountability of the Waukesha County Technical College by assuring in concurrence with state statutes 19.81, 19.84 and 19.85; that it (a) achieves satisfactory results for students and employers at an acceptable cost and (b) maintains compliance with the Board’s Executive Limitations (see Board Policies – Executive Limitations 3.1 - 3.17). In fulfillment of this charge, the board is committed to rigorous, continual improvement of its capability to define values and vision.

Policy 1.2 - Governing Style

The Board will govern with an emphasis on outward vision rather than an internal preoccupation, strategic leadership more than administrative detail, collective rather than individual decisions, future rather than past or present, and proactivity rather than reactivity. Effective governance will depend on encouragement of diversity in viewpoints and will require clear distinction of Board and chief executive roles.

The board will:

Cultivate a sense of group responsibility. The board, not the staff, will be accountable for excellence in governing. The Board will set the direction for college initiatives. The Board will use the expertise of individual members to enhance the ability of the Board as a body, rather than to substitute the individual judgments for the Board’s values.

Lead, direct, control, and inspire the organization through the careful establishment and communication of broad written policies reflecting the Board’s values and perspectives. The Board’s major policy focus will be on the intended long term impacts outside the operating organization, not on the administrative or programmatic means of attaining those effects.

Enforce upon itself whatever discipline is needed to govern with excellence. Discipline will apply to matters such as attendance, preparation for meetings, policymaking principles, respect of roles, and ensuring the continuity of governance capability. Continual board development will include orientation of new members in the Board’s governance process and periodic Board discussion of process improvement. The Board will allow no officer, individual or committee of the Board to hinder or be an excuse for not fulfilling its commitments. Monitoring will be done using a minimum of Board time so that meetings can be used to create the future rather than to review the past.

Monitor and discuss the Board’s process and performance. Self- monitoring will include completing a semi-annual written evaluation on Board activity related to the policies on Governance and Board-Staff Relationships as well as alignment with Board goals.

Provide for a public hearing on the college’s budget, as designated by state statutes.

Policy 1.3 - Board Job Description

The job of the Board is to represent the residents of the Waukesha County Technical College District in determining and demanding appropriate organizational performance. To distinguish the board’s own unique job from the jobs of its staff, the Board will concentrate its efforts on the following job products or outputs:

The link between the organization and the

Residents of the Waukesha County Technical College District

State Boards Association

Local, State, and National Legislatures

State WTCS Board

Other WTCS District Boards

Employer Organizations

Labor Organizations

Public and Private K-12 Systems

Public and Private Universities

Other future partnerships that may develop

Written governing policies which, at the broadest levels, address:

Ends: Organizational products, impacts, benefits, outcomes, recipients, and their worth (what good for which needs at what cost).

Executive Limitations: Constraints on executive authority, which establish the prudence and ethics boundaries within which all executive activity and decisions must take place.

Governance Process: Specification of how the Board conceives, carries out and monitors its own task.

Board-President Relationship: How power is delegated and its proper use monitored; the President’s role, authority and accountability.

Policy 1.4 - Chairperson's Role

The chairperson assures the integrity of the Board’s process and represents the Board to outside and inside parties. The Chairperson is the only Board member authorized to speak for the Board (beyond simply reporting Board decisions), other than in specifically authorized instances.

The responsibility of the Chairperson is to assure that the Board behaves consistently with its own rules and those legitimately imposed upon it from outside the organization. In carrying out its responsibility the Chairperson shall assure that:

Meeting discussion will only be on those issues, which, according to Board policy, are clearly appropriate for the Board to decide.

Deliberation will be fair, open, and thorough, but also efficient, timely, orderly, and to the point.

The Chairperson will be responsible for maintaining Board discipline.

The authority of the Chairperson consists in making decisions that fall within the topics covered by Board policies on Governance Process and Board-President Relationship, except where the Board specifically delegates portions of this authority to others. The Chairperson is authorized to use any reasonable interpretation of the provisions in these policies.

A. The Chairperson is empowered to chair Board meetings according to Robert’s Rules of Order for Small Boards. In particular, the Chairperson can speak in discussion without rising or leaving the chair; and, subject to rule or custom within the particular Board (which should be uniformly followed regardless of how many members are present), he/she usually can make motions and usually votes on all questions.

The Chairperson has no authority to make decisions about policies created by the Board within Ends and Executive Limitations policy areas. The Chairperson has no authority to supervise or direct the President.

The Chairperson may represent the Board to outside and inside parties. This includes announcing Board-stated positions and in stating Chairperson’s decisions and interpretations within the area delegated to him or her.

Only the Chairperson and the President (or designee), shall have the authority to contact legal counsel on behalf of the district. District Board members and employees who contact district legal counsel without delegated authority shall be responsible for all costs incurred as a result of their actions.

Requests for information by Board members to the President or staff which require data compilation about college operations and activities should be directed through the Chairperson. The Chairperson or college President will respond to all requests within 3 business days indicating an approximate time frame for obtaining the information requested.

Policy 1.5 - Board Committee Structure

Board committees, when used, will be assigned so as to reinforce the wholeness of the Board’s job and so as never to interfere with delegation from Board to President. Committees will be used sparingly and ordinarily in an ad hoc capacity. The purpose and task of a committee shall be set forth with as much specificity as possible.

When the Board determines that a Board committee should be formed, the Chairperson shall call for volunteers from the Board. If a committee is to include members other than Board members, selection of non-board members shall be determined by the Board.

A committee is a Board committee only if its existence and charge come from the Board, regardless whether Board members sit on the committee. The only Board committees are those which are set forth in this policy. A committee shall be dissolved by the Board Chairperson as soon as its task is complete, unless otherwise stated.

Policy 1.6 - Board Committee Principles

Board committees are to help the Board do its job, not to help or advise the staff. Committees ordinarily will assist the Board by preparing policy alternatives and implications for Board deliberation. In keeping with the Board’s broader focus, Board committees will normally not have direct dealings with current staff operations.

Board committees may not speak or act for the board except when formally given such authority for specific and time-limited purposes. Expectations and authority will be carefully stated in order not to conflict with authority delegated to the President.

Board committees cannot exercise authority over staff. The President works for the full Board, therefore, he or she will not be required to obtain approval of a Board committee before an executive action.

Board committees are to avoid over-identification with organizational parts rather than the whole. Therefore, a Board committee, which has helped the Board create policy on some topic, will not be used to monitor organizational performance on that same subject.

This policy applies only to committees, which are formed by Board action, whether or not the committees include non-board members. It does not apply to committees formed under the authority of the President.

Policy 1.7 - Policy Development, Review and Modification

Development, Review and Modification

The Board shall develop and maintain policies which are essential to govern itself and shall review all policies at least every two (2) years. Policies shall be reviewed and adopted by a majority of the Board in accordance with a policy review schedule to be conducted during regular Board meetings. Board policies shall consist of the Governance Process, Board-Staff Relationship, Executive Limitations and Board Ends.

All policies will have a consistent format with drafted date, approval date and revision date. Statutory references shall be included where appropriate.

All new policies and those with substantial revisions or policies for suspension and deletion shall require public notice and approval by the Board at two consecutive, regularly scheduled Board meetings and actions recorded in the minutes.

All policies (including statutory references) will be maintained on the public directory of the College (www.wctc.edu) and accessible to all staff and the public.

Board policy considerations may be initiated by any sector of the community; however, the Board may direct the topic to be that of an Administrative Policy.

The Board shall recommend that legal counsel be obtained to review appropriate new policies for concurrence with statutes, administrative codes or other legally binding regulatory organizations governing the College.

Monitoring

The purpose of monitoring is simply to determine the degree to which board policies are being fulfilled. Information which does not do this will not be considered to be monitoring. Any policy can be monitored by any method at any time. A given policy may be monitored in one or more of three ways:

Internal report: Disclosure of compliance information to the board from the chief executive.

External report: Discovery of compliance information by a disinterested, external auditor, inspector or judge who is selected by and reports directly to the board. Such reports must assess performance only against policies of the board, not those of the external party unless the board has previously indicated that party’s opinion to be the standard.

Direct board inspection: Discovery of compliance information by the board as a whole. This is a board inspection of documents, activities or circumstances directed by the board which allows a prudent person test of policy compliance.

Policy 1.8 - Annual Board Planning Cycle

To accomplish its job outputs with a governance style consistent with Board policies, the Board will follow a plan which (a) re-explores ends policies continually and (b) continually improves its performance through providing Board education, obtaining valuable input, and deliberating effectively.

Plan:

The annual cycle (July 1 - June 30) will include:

The Board’s annual working session.

The development of a Board agenda of activities within the first two months of the new cycle for the ensuing one-year period. This annual agenda will be published in the Board’s minutes. The Board will define board activities in alignment with board goals identified at the board’s annual working session.

The Board’s establishment of the guidelines for the coming year’s tax levy.

The review of current Board Policies

The establishment of individual board personal activity matrixes

Review President’s Performance

Do:

Board activities throughout the year will include:

Broadening its view of WCTC’s role in our district, focusing on understanding needs and goals related to:

workforce development

economic development

community development

cultural development

legislative relationship

This will be accomplished through interaction with these groups: K-12 partnerships/collaboration, four year institutions; WTCS Board; other technical colleges; legislators; labor groups; employer groups; student body.

Educating the Board members through active involvement in the WTCS Boards Association, Association of Community College Trustees (ACCT), American Association of Community Colleges (AACC), Community Colleges for International Development, Inc. (CCID), and other workshops related to WCTC's future directions

Seeking and sharing published materials that will help the Board reach its objectives

Policy 1.9 - Board Members' Code of Conduct

The Board commits itself and its members to ethical and businesslike conduct. This includes proper use of authority and appropriate decorum when acting as Board members. The Wisconsin State Statutes will be the base document for reference: Chapter 19 - General Duties of Public Officials and Chapter 946 - Crimes Against Government and its Administration.

Board Members owe a duty of loyalty to the interests of the residents of the Waukesha County Technical College District. This accountability supersedes any conflicting loyalty such as that to advocacy or interest groups and membership on other boards or staffs. It also supersedes the personal interest of any Board member acting as a consumer of the organization’s services.

Board Members must avoid conflict of interest with respect to their fiduciary responsibility.

There must be no self-dealing or any conduct of private business or personal services between any Board member and the organization except as procedurally controlled to assure openness, competitive opportunity and equal access to inside information.

When the Board is to consider an issue as to which a member has an unavoidable personal conflict of interest, that member shall not participate in any way in the consideration or vote upon such issue. A member who asserts that an unavoidable personal conflict of interest requires him or her to withdraw shall disclose the nature of such conflict of interest. Where required by reasons of confidentiality, such disclosure may be made privately to the Board Chairperson.

Board members must not use their positions to obtain employment in the organization for themselves, family members or close associates. Should a member desire employment, he or she must first resign.

Potential conflict of interest documentation will be recorded through the State Statutes 19.46 ethics statement. Between annual filings, Board members will make information known as appropriate.

Board members may not attempt to exercise individual authority over the organization except as explicitly set forth in Board policies.

Members’ interaction with the chief executive or with staff must recognize the lack of authority vested in individuals except when explicitly Board-authorized.

Members’ interaction with public, press or other entities must recognize the same limitation and the inability of any Board member to speak for the Board except for the Board Chairperson or as authorized by the Board Chairperson.

Members will not use information received from individuals regarding the President or staff performance except as a supplement to further investigation by the Board, if it deems necessary.

Members will respect and protect the confidentiality appropriate to issues of a sensitive nature.

Members will receive an orientation and Board handbook containing specific references to the Board’s Code of Conduct.

Members will appropriately address citizen requests brought before them.

Policy 1.10 - Professional Development

In keeping with the need for continuing in-service training and development for its members, the Board encourages the participation of members at appropriate conferences, conventions and workshops. In order to control both the investment of time and funds necessary to implement this policy, the Board establishes these principles and procedures:

A calendar of Board conferences, conventions and workshops will be maintained by the President. The Board will periodically decide which of the above appear to be most promising in terms of producing benefits to the College.

Board members desiring to attend a conference, convention or workshop will indicate such interest at or prior to a Board meeting. When scheduling does not coincide with the Board meeting, the Board chairperson shall be informed of this interest and make a determination of the College’s representation.

Travel, lodging, registration and other necessary arrangements will be coordinated through the President’s office.

Funds for participation at such meetings shall be budgeted on an annual basis. Board members will be reimbursed for their travel expenses according to existing policy and state statute.

Board members participating will be requested to share information, recommendations and materials acquired as a result of attending.

Policy 2.1 - Chief Executive Role

The President, as chief executive officer, is accountable to the board acting as a body. The board will instruct the chief executive through written policies delegating to him or her, the interpretation and implementation of those policies.

Policy 2.2 - Delegation to the Chief Executive (President)

All board authority that is delegated to staff is delegated through the chief executive, so that all authority and accountability of staff is considered to be the authority and accountability of the chief executive policies. Only the board chair and/or the chief executive (or designee) has the authority to contact legal counsel on behalf of the district. District board members and employees who contact district legal counsel without delegated authority shall be responsible for all costs incurred as a result of their actions.

The board will direct the chief executive to achieve specified results, for specified recipients, at a specified cost through the establishment of Ends policies. The board will limit the latitude the chief executive may exercise in practices, methods, conduct and other "means" to the ends through establishment of Executive Limitations.

As long as the chief executive uses reasonable interpretation of the board's Ends and Executive Limitations policies, the chief executive is authorized to establish further policies, make decisions, take actions, establish practices and develop activities. The chief executive is responsible for explaining the rationale or reasons for the change.

The board may change its Ends and Executive Limitations policies, thereby shifting the boundary between board and chief executive domains. By so doing, the board changes the latitude of discretion given to the chief executive. However, the board and its members will respect and support the chief executive's choices regarding delegation of authority, as long as the delegation is in place. This does not prevent the board from obtaining information in the delegated areas, except confidential data related to individual students.

Only decisions of the board acting as a body are binding upon the chief executive.

Decisions or instructions of individual board members, officers, or committees are not binding on the chief executive.

In the case of board members or committees requesting information or assistance without board authorization, see Governance Policy 1.4 Chairperson’s Role – requests that require data compilation about college operations and activities should be directed through the chairperson or the college president. The chairperson or designee will respond to all requests within 3 business days indicating an approximate time frame for obtaining the information requested. Requests that require a material amount of staff time, funds or disruption can be denied.

Policy 2.3 - Monitoring Executive Performance

Monitoring executive performance is synonymous with monitoring organizational performance against board policies on Ends and on Executive Limitations. Any evaluation of Chief Executive Officer (CEO) performance will include monitoring organizational performance.

A schedule of monitoring reports for Ends and Executive Limitations policies will be developed and maintained for the Board. The Board may revise the list of reports at any time.

Annually, the CEO will identify the monitoring reports which will be provided to the board.

Each year in closed session the Board shall:

Review the performance of the CEO no later than January 31st prior to extending his/her rolling contract.

Conduct a formal evaluation before the end of the academic year. The CEO will provide an outcomes summary to the Board prior to his/her evaluation on the following:

Policy 3.1 - General Executive Constraints

The Chief Executive Officer, in execution of his/her duties, shall not cause or allow any practice,
activity, decision or organizational circumstance which is either imprudent or in violation of commonly accepted business and professional ethics or that results in failure to be accredited.

Dealings with students, staff or persons from the community shall not be unprofessional, unfair or illegal.

Budgeting for any fiscal period or the remaining part of any fiscal period shall not deviate materially from board ENDS priorities, risk fiscal jeopardy or fail to be derived from a multi-year plan.

Actual financial conditions at any time shall not incur fiscal jeopardy or compromise Board ENDS priorities.

Information and advice to the Board will have no significant gaps in either timeliness, completeness or accuracy.

Assets may not be unprotected, inadequately maintained or unnecessarily risked.

Compensation and benefits for employees, consultants, contract workers, and volunteers shall not cause jeopardy to fiscal integrity or public image.

Policy 3.2 - Human Relationships

The Chief Executive Officer (CEO) shall create and sustain an environment for learning, working, and teaching that supports the development and realization of human potential and promotes the College’s values. Treatment of and dealing with students, staff, and persons from the community shall be respectful, fair, and dignified.

Accordingly, the CEO may not:

Operate without policies and/or procedures which set forth staff and student rules, provide for effective handling of grievances, ensure due process, and protect against wrongful conditions.

Fail to comply with all laws, rules and regulations pertaining to employees, students and persons of the community including those pertaining to:

Discrimination

Equal Opportunity

Harassment

Rights of Privacy

Prevent students and staff from using established grievance procedures.

Fail to acquaint students, staff and persons of the community with their rights, responsibilities and expectations of college services.

Policy 3.3 - Budgeting

Budgeting any fiscal year or the remaining part of any fiscal year shall not deviate materially from Board ENDS priorities, fail to support strategic goals, risk fiscal jeopardy, or fail to consider future plans.

Accordingly, the Chief Executive Officer (CEO) may not cause or allow budgeting which:

Endangers the fiscal soundness of future years or ignores the building of organizational capability sufficient to achieve ends in future years.

Fails to provide a source of emergency funding.

Provides less than an annual budget of $100,000 for auditing and board operating expenses.

The CEO may not present (for approval) a budget that exceeds the Board’s annually approved budget guidelines.

Policy 3.4 - Financial Condition

With respect to the actual, ongoing condition of the organization’s financial health, the Chief Executive Officer may not cause or allow the development of fiscal jeopardy or a material deviation of actual expenditures from Board priorities established in Ends policies.

Accordingly, he or she may not:

Expend more funds than are available and Board approved in the annual budget.

Fail to settle payroll and debts in a timely manner.

Receive, process or disburse funds inconsistent with internal accounting controls and state or federal administrative rules and laws.

Maintain cash in uninsured or not fully collateralized bank accounts or maintain investments which do not comply with Wisconsin State Statutes.

Endanger the organization’s public image or credibility, particularly in ways that would hinder its accomplishment of mission.

Fail to have sufficient reserves available to cover the cash flow needs of the college.

Policy 3.5 - Emergency Executive Succession

In order to protect the board from sudden loss of chief executive services, the Chief Executive Officer may not have fewer than two other executives (within the executive’s cabinet) familiar with Board and chief executive issues and processes.

Policy 3.8 - Compensation and Benefits

With respect to employment, compensation and benefits to employees, consultants, contract workers and volunteers, the Chief Executive Officer may not cause or allow jeopardy to fiscal integrity or public image.

Accordingly, he or she may not:

Change his or her own compensation or benefits.

Promise or imply permanent or guaranteed employment.

Establish classification, compensation or benefit plans which:

Deviate materially from those in the geographic or professional market for the skills employed or that may harm our competitive position.

Deviate from the parameters set by the Board of Trustees.

Establish any new position without an identified source of funding.

Establish any regular full time educator position or any regular non-represented position in Pay Range 7 or above without approval of the Board of Trustees.

Policy 3.9 - Communication & Counsel to the Board

With respect to providing information and counsel to the Board, the Chief Executive Officer (CEO) may not permit the Board to be uninformed. Accordingly, he or she may not:

Neglect to submit monitoring data required by the Board (see policy 2.4 Executive Performance) in a timely, accurate and understandable fashion, directly addressing provisions of the Board policies being monitored.

Let the Board be unaware of relevant trends, anticipated adverse media coverage, significant claims of liability, material external and internal changes, particularly changes in the assumptions upon which any Board policy has previously been established.Fail to provide an update on the issues above in addition to a presidential report as needed as part of the Board of Trustees Meeting.

Fail to advise the Board Chairperson if, in the CEO’s opinion, the Board is not in compliance with its own policies on Governance Process and Board-Staff Relationship, particularly in the case of Board behavior which is detrimental to the working relationship between the Board and the CEO.

Fail, upon the specific request of the Board, to marshal as many staff and external points of view, issues and options as needed for fully informed Board choices.

Present information in unnecessarily complex or lengthy form.

Fail to provide a mechanism for official Board, officer or committee communications.

Fail to deal with the Board as a whole except when responding to officers or committees duly charged by the Board. Requests for information by Board members that require data compilation about college operations and activities should be directed through the Board Chairperson. The Board Chairperson, or designee, will respond to all requests within three (3) business days, or as soon as practical.

Fail to report in a timely manner an actual or anticipated non-compliance with any policy of the Board.

Policy 3.11 - School Closing

The Chief Executive Officer may not close any portion of the college on a scheduled operating day except in the event of hazardous weather or other circumstances, which either present a threat to the safety of students, employees, or property or prevent the continuance of operations.

Policy 3.12 - Tuition and Fees

With respect to tuition and fees to be paid by students and other customers of WCTC, the District Board delegates to the Chief Executive Officer its responsibility for establishing and approving appropriate and allowable fees and rates.

Accordingly, the Chief Executive Officer may not:

Establish fees and rates that violate any statute or administrative rule.

Establish rates that undercut the rates of similar services by the private sector.

Policy 3.13 - Procurement Policy

With respect to the procurement of goods and services, the Chief Executive Officer may not cause or allow deviations that violate Wisconsin State Statutes and Wisconsin Technical College System Administrative Rules that pertain to the procurement of goods and services.

The District Board also prohibits the Chief Executive Officer from procuring goods and services in a manner that does not:

allow open and free competition,

allow opportunities for small firms and firms owned and controlled by minorities and women to participate in the procurement process,

award the procurement to responsible vendors who possess the ability to perform successfully under the terms and conditions of the proposed procurement, and

The District Board will maintain sole responsibility for the procurement of audit services. In addition, the following services, regardless of amount, will be brought before the District Board for approval prior to any procurement and/or contract being made:

All debt issuances

All architectural services

All legal services

All health insurance services

All construction contracts that require competitive bidding

For all services requiring District Board approval, Board members will be informed during the
selection process of final candidates and interview dates in order that they may participate,
if desired.

Policy 3.14 - Travel Expense Reimbursement

Wisconsin Technical College System Administrative Code TCS 6 requires the District Board to have a policy for expense reimbursement for expenditures incurred in the performance of District business. The District Board authorizes the Chief Executive Officer to establish policies and procedures that reflect good judgment to minimize District costs and related taxpayer support while facilitating the performance of District business.

Accordingly, the Chief Executive Officer may not:

authorize international travel outside of continental North America.

violate Wisconsin Technical College Administrative Code TCS 6 or any other applicable administrative rules or state statutes.

exceed the IRS allowable rate for mileage reimbursement as of July of each year.

reimburse any non-work-related expenditures.

reimburse costs in excess of actual, necessary, and reasonable expenses.

In the event that a District Board member or employee decides to extend a business trip for his/her own benefit, any costs incurred as a result of this extension are not reimbursable by the District.

Policy 3.15 - Contribution Recognition

To enable the WCTC Foundation to accomplish its work, buildings or portions of buildings, grounds or facilities may be named after prospective donors. All areas of the organization are subject to naming. Such identification is useful to students, staff and visitors to help explain function and location, and shall be consistent with internal graphics and signage procedures. Areas may be named after distinguished individuals or institutions whose donation(s) and/or service to the organization and its mission merit honors and recognition. When naming is accorded to a specific building or area of WCTC, it shall remain for the life of the building or area or for a pre-determined number of years or earlier if agreed to by the donor, the WCTC Foundation and WCTC Board, unless deemed inappropriate based on a change in use or if determined to negatively reflect on WCTC.

The WCTC Foundation, Inc. gratefully acknowledges generous gifts in support of WCTC students and programs. While donation giving levels will be determined in accordance with each specific WCTC project that provides the opportunity to raise charitable gifts, the following guidelines will generally apply:

Only monetary gifts can provide naming opportunities, in-kind gifts do not qualify.

Recognition opportunities are based on the total gift commitment.

Monetary gifts of $5,000 or more will be recognized on the donor recognition area in the lobby of the Richard T. Anderson Education Center.

Monetary gifts of $25,000 or more, for capital projects, may have a recognition opportunity associated with a particular room or area on the WCTC campus.

To name a building, a monetary gift of $1 million or greater is required.

Approval shall be recommended by a four member committee consisting of the College President, Foundation President, College Board representative to the Foundation Board and the Foundation Chairperson with final approval by the WCTC Board of Directors (i.e. consent agenda.) The committee reserves the right to decline any naming opportunity that does not further the mission or goals of the College, business, educational and fiscal practices.